Businesses may be registered in the Philippines as:
- Foreign Branch
- Foreign Representative Office
- 100% Foreign Owned Domestic corporation
- 60/40 Owned Domestic Corporation
- Sole Proprietorship
Foreign Branch Office, Foreign Representative Office, Partnerships and Domestic Corporations need to be registered with the Securities and Exchange Commission (SEC).
Sole Proprietorships are registered with the Department of Trade and Industry (DTI).
To incorporate or form a corporation in the Philippines it is a requirement to have a minimum of 5 incorporators (a corporation may not be an incorporator of another corporation). Each incorporator must hold at least one share in the corporation. Corporations must have a minimum of 5 directors and can have a maximum of 15. The majority of the Directors must be residents of the Philippines.
The Incorporation Procedure
- Reservation of Company Name
- Submission of Articles of Incorporation and Bylaws
- Bank Certificate of Paid in Capital
The Foreign Investment Act as well as the Foreign Investment Negative List A and List B contain the restrictions on foreign ownership of corporations in the Philippines.
Minimum paid-up capital requirements vary according to the kind business the company engages in. For a Domestic Market Enterprise (DME) to be 100% foreign owned the minimum paid-up capital requirement is USD 200,000.00. DMEs which use advanced technology or employ at least 50 direct employees may be allowed a reduced paid-in capital of USD 100,000.00. Companies which export more than 60% of their products or services may apply for an exemption.
Corporations who qualify may avail of tax incentives by registering with the BOI or PEZA.
Branch Office Registration